2 sticks butter (soft)
2 c. flour
1/2 c. nuts
8 oz. cream cheese
1 c. confectioners' sugar
8 oz. container of Cool Whip
2 (4 oz.) pkgs. chocolate instant pudding
3 c. milk

Mix butter, flour and nuts together thoroughly. Press into a 9 x 13 pan. Bake in a 350 degree oven for about 15 minutes or until light brown. Let cool.

Beat together the cream cheese, sugar, and 1/2 of the Cool Whip. Spread over the base. Beat 2 packages pudding with milk until thick. Spread over the cream cheese mixture. Add remaining Cool Whip to the top of the pudding. Chill and serve.